X Men 3: The Shadows of Life
by A.S. Leif
Summary: Desperate to save her friend from an antimutant rally, 17 yearold Ayla Phoenix is saved by the Brotherhood, while her other friends are rescued by the XMen. Which side will she join? Or will her strange powers choose for her?
1. The Dream

**Summary: **The war has begun, and it's time to take sides. Desperate to save her friend from an anti-mutant rally, 17 year-old Ayla Phoenix is saved by the Brotherhood, while her other friends are rescued by the X-Men. Both sides want her help; both sides know her past, even though she herself does not. Which side will she join? Or will her strange powers choose for her?

**Disclaimer: **Naturally, I do not own anything related to the X-Men franchise, only the characters I have created: Phoenix, Venom, Sienna, Ryan, Rissa, Blaez, etc.

* * *

_Hello_: thoughts

**Hello**: telepathy

**Chapter One: The Dream**

"_The world is black and hearts are cold,  
__And there's no hope that's what we're told,  
__And we can't go back,  
__We won't be the same,  
__Forever changed by the things we've seen."  
_The World Is Black, Good Charlotte

People were crammed in through the gates, watched over carefully by soldiers in tan uniforms, all equipped with high-powered rifles in their hands, and pistols in their belts. The red armbands they all sported were the symbol of death for those being ushered inside the camp. How that symbol was hated amongst the prisoners... The camp was full, not just with people, but with the horrid smells of human waste, sweat, vomit, fear, and pain. They were no more than frightened, subdued animals, anxiously waiting for the time that another of their fellows would never return.

One of these prisoners was a young girl, no one seemed to see her, yet she saw them all. Her eyes were confused, and yet full of pain. She seemed to be made only of mist and shadow, nothing else, no light, no warmth, no comfort; not seen, just there. She watched the progression, wondering what was happening, why she was here to witness their pain. Then, her eyes widened in fear, her breath came faster, for she saw someone in the crowd: it was her. Fear welled up inside her, fear of pain, of death. But with it came another emotion: anger. An anger so vicious, so strong, it was a boiling surge beneath her skin, a thirst for revenge. But the problem was she didn't know whom she should strike out at. All she saw was the prisoners, the guards, and herself. She could touch none of them. Help none of them. Hurt none of them.

Before her eyes, her reflection in the crowd glared angrily up at one of the guards, whom noticed. He scowled back and nudged her shoulder roughly with the butt of his rifle. She swatted at it, earning herself a whack on the head by the angered guard. With a muttered curse upon the soldier, she moved forward. Then, the reflection saw something, something that shone like a beacon in the darkness of the future of her imprisonment: an escape. Part of the fence was ruined, she might be able to make it through...she just had to run... Waiting until the annoyed guard had turned his back, she slipped through the crowd to the edge, bumping up against a boy with his parents. They didn't notice. She continued to slide through, until she was at the edge. Her heartbeat sped up; escape was only a few feet away. She got close to the fence, and bolted. She squirmed through the jagged gap, scratching herself on the coarse wire. There were shouts, gun shots, the prisoners screamed and stampeded in fear; the girl continued to struggle, and the reflection of mist watched, still confused. Then, the girl in the fence was hit. Blood blossomed like a terrible flower from her chest. She fell to her knees, her lung and heart punctured by the bullet. She looked up at the guard, and spat at him. To their surprise, the guard fell down to his knees as well, and a hole appeared in his own chest. As the blood on her shirt vanished, blood appeared on his. He gasped, and fell completely to the ground, where he was trampled by the prisoners.

The girl of mist heard a voice, a horrid one, one that sent chills down her spine. She could not tell what it said, but it said enough to make her overrun with fear. She fled from the vision, floating through the swarm of prisoners, through the blood, through her own reflection, through the gate, through her dream...

And she woke up.

She gasped quietly for breath, sweat dotting her brow. _Damn it,_ she grumbled to herself, _I hate those dreams._ She'd been having them for a while, a long while, but they never made any sense, not really. The year was 2010, and the seventeen year-old girl, young woman really, was in her bed at the apartment she shared with a few of her friends. She was not your average teen either. She'd grown up on her own, having no recollection of a family or home. She'd had barely any education, escaping from school when her last had burned to the ground. But that was not a hindrance. She could read, write, do math, all those things, she did not need school, any more than her friends did.

Her name was Ayla, but was more commonly known as Phoenix. Why? Well, that will come later.

Ayla tossed the thin sheets off of her and swung her legs over the edge of her bed. Glancing at her clock, she saw that it was three-thirty-three in the morning; the dream had been right on time, as usual. Shaking her head in annoyance, Ayla allowed herself to cool down by looking out the window on New York City. The scant moonlight showed a slim, but strong, girl with dark brown hair with the tips dyed red, pale skin, honey-brown eyes, a small, straight nose, and a mouth that was more often turned slightly in a smirk than not. She was dressed in a blue tank top with a pair of black gym shorts, allowing the two tattoos on her torso to show, along with a dog-tag necklace. The tattoo on her left shoulder blade was a black phoenix, flames rising around it; the tattoo on her right bicep was a circlet of flames and thorny vines.

Rubbing the back of her neck, Ayla eased the tense muscles there, thinking about the dream. It was the same as it had always been, but she'd noticed some other things, namely the boy whom her reflection had bumped into. His and her reflection's eyes had met, there was an understanding passed between them for a moment, but she—the real Ayla—had no idea what that understanding was. But why should she anyway? It was just a dream. With that comforting thought, she leaned back and fell asleep once more, this time without dreams.

"Phoenix! Hey Phoenix! Get up already!"

Said girl rolled over, stuffing her head under her pillow. "Don' wanna..." she moaned into the mattress.

"_Phoenix!_ Come _on_, girl! I need to go to the mall!" The speaker sighed. "Blaez, would you get her outta bed already?"

"Just so you can go to the mall?" Blaez drawled. "How 'bout _no_?"

She sighed. "Fine, I'll get Venom. He'll help me."

"He's already gone off to work."

"Ryan?"

"Out with Rissa."

"Bugger."

"You're on your own."

"Fine, I'll walk."

"Goodie for you."

When the door had opened and shut, Phoenix took her head out from under the pillow with a grin. "I think we got her," she said to the only other person in the room: Blaez.

The other teenage girl smiled in return. "I think we did." Blaez had dark brown skin and black hair that was tightly braided into fine strands with silver beads at each end. She wore silver eyeliner to accent her grey eyes, along with a cerulean blue shirt and a casual pair of jeans. She was sitting across the room on her own bed, a magazine in her lap. Her name was actually Kate, but Blaez fit her personality and... talents. "Have a good sleep?" she asked.

Phoenix shrugged. "Same as always."

"Nothing new? Pity."

She chuckled. "Up for the park t'day?"

Blaez thought about it. "Sure, why not? I'm pretty sure V will tag along if we ask."

"I thought he was at work," Phoenix said in confusion.

She shrugged. "He quit yesterday, right now he's actually in his room. Apparently Sienna just didn't remember."

Phoenix smirked. "Ah, our ever-forgetful little shadow." They both laughed at the small joke. Sienna was also known as Shadow, a fitting name for her considering the things she could do. "So, how about some breakfast?" she asked. "Personally, I'm starved."

"Make that a double," Blaez agreed, setting her magazine aside.

After Ayla got dressed and ready, the two of them went down to apartment 141, which was where V (short for Venom) and Ryan stayed. Phoenix knocked briskly on the door. "Hey V!" Blaez called.

The door opened soon after, revealing a young man with spiky black hair which was bleached on the tips. His green eyes were intense, very alert for someone who'd just woken up. Dressed in a rumpled white shirt and a pair of jeans, he rubbed his copper-skinned face tiredly. "Did you need something?" he asked, his cool voice holding no trace of his native tongue: Chinese.

"We were headed off for breakfast," Phoenix said, "Then to the park, we were wondering if you wanted to join us. Rissa and Ryan are out, and Sienna just left for the mall."

Venom glanced behind him at a clock, "Alright, give me a minute."

"We'll be counting," Blaez drawled, causing him to smile sleepily as he shut the door. He came back out a little before the minute was up, dressed in a new set of clothes exactly like the ones he'd been wearing earlier, save for the newly added leather jacket.

"You really need to get a more varied wardrobe," Phoenix told him as the three of them headed down to the parking lot.

"Nonsense," he replied, "It saves time."

"Oh really? How so?"

"There's no dilemma in the morning of what I should wear." Blaez and Phoenix rolled their eyes; guys.

From the parking lot, the three of them headed down the street to the nearest bagel shop, where they sat down to wake up with coffee and food while they talked. Simultaneously, however, they fell silent as the TV in the shop was turned up. The scene was of an anti-mutant rally, with people hoisting signs protesting against allowing mutants to live. There were pictures of normal people harmed by the 'monsters', their skin badly burnt, their legs crushed, and even several dead. The three teens watched the screen somberly, all too aware of the anger of the others around them. It seemed like everyone in the shop was now angry at mutants too; they could have joined the rally at any moment. They wouldn't have to go very far either, it seemed, for the screen switched scenes from the rally in D.C. to one in New York City, right on Wallstreet.

**We should get out of here** Phoenix mentally told her friends, **Rissa, Ryan, and Sienna are all near there, I'll bet.**

Venom gave the slightest of nods, while Blaez hesitated, still watching the screen. On display now was an announcement of the authorized imprisonment of mutants, should they resist being removed from a scene. The mutant-registration act was now in place too. Phoenix gave a slight shudder; if all mutants were forced to register, there'd be no stopping the people's cry for extermination. Silently, the three of them let the shop, doing their best to seem normal. It was increasingly hard as they neared Wallstreet; they could hear the protestors from three streets away. There were helicopters flying above them, newscasters were obviously recording the scene. Phoenix sent out a mental call for her friends. She found Rissa and Ryan just down the street in a music store, but couldn't locate Sienna.

"Have you guys heard about the rally?" Blaez whispered as they caught up to their other friends.

Ryan, a tall guy with curly blonde hair who always wore sunglasses, shook his head, worry creasing his brow. Rissa did the same.

"Anti-mutant," V explained softly, "We should get out of this part of town. But first we have to find Sienna."

"I'll keep looking for her," Ayla said as they headed out the door, "You guys keep a look out."

Frantically, but managing to stay calm, the group searched New York, staying close to the rally enough so that they could find Sienna, but far away enough that they wouldn't be swallowed by it. As they passed an electronic store, the TVs on display had the station on the rally. Phoenix's blood ran cold as the crowd parted, to circle a lone person: it was Sienna.


	2. The Rally

**Review Responses:**

**Nyltiak:**_ I'll be including all those you listed, including some that I created. Though I can't promise that their powers will be completely designed by me since I'm not an expert in regards to which powers the X-Men franchise has already included. Thanks for reviewing!_

**Thanks also to: **_lilacsecrets__Dragonandthewerewolf__Evie__BeastBoyBlitz_**, and** _SheScreamsInSilence_**, for your reviews! I know this chap is short, but the next one would be impossibly long if I didn't cut it in two. I wanna try to keep chapters relatively around the same length, ya know? Well, without further ado, here's chapter two! XD

* * *

**

_Hello_: thoughts  
**Hello:** telepathy

**Chapter Two: The Rally**

"_There's something inside me  
That pulls beneath the surface,  
__Consuming... Confusing,  
__This lack of self-control I fear is never ending."  
_**Crawling, Linkin Park**

"Guys!" she hissed, looking fearfully at the screen. The others halted, eyes widening as they recognized the missing member of their group; even Blaez looked paler.

"Why doesn't she shadow out of there?" Rissa whispered, fear shining in her eyes for her friend.

"She can't," Ryan replied in the same sort of low tone, "Not when people are holding her."

"We have to get her out of there," Phoenix growled, rage sparking in her eyes.

Blaez recognized the look. "Oh no you don't," she said immediately, grabbing Ayla's arm. "You're not going to get caught too."

"Sienna is our _friend_!" Phoenix hissed. "You know what they'll do to her!"

"We need to think about it first," Venom urged softly, "They can't kill her in public, they're just a rally group."

She glared. "You want to bet on that?"

"Give us time to come up with a plan, Ayla," Blaez pleaded. "We don't want any of us to get caught too."

"We don't _have_ time! The authorities will be here any minute!" she snapped. "With that damned registration act in place, there's no telling what they'll do to her when she's out of sight!"

"Ten minutes, alright? Give us that much." Said Ryan, ever the peace maker.

"Fine," Phoenix growled. But she had no intention of waiting.

As soon as her friends had started heading towards a shaded alley, Phoenix slipped away into the passing crowd crossing the street. **Sienna!** She called as soon as she sensed her friend. **Don't panic, alright? I'm comin', I'll get you outta there. Be ready to shadow!** She felt fear and hope at the same time, coming through the link to her friend's mind. As the rally came into view, she sensed that her other friends had noticed her disappearance. She could practically hear Blaez cursing colorfully under her breath. Taking refuge behind a large semi-truck just a few feet away from the rally, Phoenix closed her eyes and concentrated, reaching out with her power. The first one she'd gotten, the one she in truth didn't hate, for she hadn't killed to take it.

As she concentrated, the earth near the rally began to stir. It vibrated, trembling from the movement of the roots beneath it. The trees began to sway, bushes slashed at the air, even the fallen leaves swirled in an unfelt wind. Suddenly, the ground was still, then, an explosion of movement! Massive roots tore free of the earth,swiping the protestors off their feet, breaking a few ankles and legs in the process. Thorns leapt from their branches, burying themselves in the flesh of those who called for mutant blood. Anger surged through Phoenix, fueling her strength, her power, her need. The vengeful thirst she'd felt in her dream returned, welled up, forced its way out. She couldn't hold it all back, so she let it all loose.

People screamed, but still a few held Sienna, who was trying desperately to escape. Phoenix roared and emerged from behind the truck and slammed her power at those in her way. Her mind picked them up effortlessly off the ground, shoved them out of her way, causing them to hit the ground and fall unconscious. Enraged, some of the braver humans ran at her, smacking her with their signs, kicking at her. A gunshot went off, Phoenix's arm blossomed with blood. Furious, the roots and branches of the trees and bushes wrapped around those nearest them. But now the police had arrived, along with the SWAT teams. They rushed Phoenix, large shields and guns in front of them. Suddenly, the ground before them hissed and sizzled, melting away as glob after glob of acid sprayed the street: Venom had arrived.

Headlights went on without a key being turned, blinding the people in front of them. Lightning sliced through the air: Blaez had got to work.

Water burst from fire hydrants, firing massive columns ofliquid at those nearest Phoenix and Sienna. Others were trapped in spheres of water, unable to move; only their heads remained out, so they could breath: Rissa had lent a hand.

As a gun-wielding man aimed at the new-comer mutants; Ryan removed his glasses and calmly gazed into the man's eyes with his own hypnotically yellow ones. Immediately, the man froze; not moving, not breathing, not dead: paralyzed.

Phoenix continued to fight and slam her way through to Sienna. She would _not_ let her friend be taken to a place like...like _that_ one. She herself had hated it, had nearly lost her mind to it, had nearly lost hervery life to it. She would not let Sienna go through that sort of pain. She was so close to the center of the crowd when the semi she'd previously hidden behind lifted itself up off the ground and crashed on top of the police cars. Flames billowed into the air with a roar, and a large spray of water went to it. But instead of diminishing, the flames only got bigger, defying the natural laws for some reason. Phoenix was swept back by a mob of fleeing people, she cried out as elbows, guns, signs, and batons slammed into her ribs, arms, and face. But she had to keep moving. A man ran towards her, shouting wildly, a gun flailing in one hand. Out of instinct, Ayla slashed at him with her arm. There was a sickening crunch as his neck snapped. He fell to the ground.

Ayla dropped to her knees, suddenly sick in her stomach. _No,_ she groaned, _not now, not this close..._ But her mutation would not heed her plea. A massive headache rose up in her head, threatening to split open her skull. Pressure built up inside her, filling her lungs to the point of near-bursting. Agony tore through her. She'd killed someone, now she had to pay the price; again. With a scream of pain, the power ripped out, the pressure tore from her, swallowing those near by. They fell to their knees, overwhelmed, and Sienna was freed. Crying, she turned to shadow and fled the scene, moving towards her friends, who were struggling to get to Phoenix. They didn't know what was happening, they just knew it was bad.

Walls of ice surrounded the SWAT members, guns were jerked out of the owners' hands, storm clouds formed in the bright blue sky. Winds picked up, people screamed and ran for cover as more explosions were caused by cars falling on top of each other. But Phoenix was not aware of it, not really. She heard the screams, saw the lightning, felt the heat, but she did not know why they were there, she did not know what was happening. Then she heard someone calling her name. "AYLA!" they screamed desperately."AYLA! GET UP!"

But she couldn't, the pressure was just too much. Though it was no longer inside her, it was around her, pressing her down, threatening to push her into the abyss. Her vision swam, though she managed to seethe fuzzy forms of her friends trying to get to her, but blocked by the ice walls that appeared. "AYLA!" Blaez's unmistakable voice shouted over the din.

**I'll find you...**Phoenix thought back. **I'll find you... get Sienna out of here... all of you... go... it's not... safe... _I'm_ not safe...**

She heard her friends' protesting shouts. The ice sizzled as acid struck it again and again, helped along by lightning and water. **Go... please...** she begged, growing weaker by the second.** I'll find you... I promise...** She saw the shadows of her friends ushered away by strangely-dressed people, as she herself disappeared from view, covered by a new rising of flames. But the flames receded, drawing away from her. She heard footsteps, saw someone kneel next to her. "She's breathing," a voice said.

"Bring her," replied another, older one. Phoenix tensed, struggling to get away from her captors. "At ease, dear girl," said the second voice, "We are here to help."

"Help...which...side?" she demanded through pain and gritted teeth.

"Our side," he replied, "The Brotherhood of mutants." And that was the last thing she heard before she succumbed to the pressure, to the darkness.


End file.
